Dicky Cheung plays Wong Fei Hung, the legendary martial artist, and he has 3 students; Leung Foon (Zheng Xiao Dong), Porky Wing (Lam Chi Chung) and Bucktooth So (Ben Cheung). Fei Hung is sent by his father Wong Kei Ying to set up a Po Chi Lam branch in Hong Kong. Before he departs, his parents made arrangement with parents of Chi Wah (Alice Chan) to marry both of them. Due to a misunderstanding, Chi Wah refuses to marry, and runs off to Hong Kong instead. Due to twist of fate, Fei Hung and Chi Wah meet up again in Hong Kong. Meanwhile, Fei Hung befriends a soft-spoken Japanese girl, Ching Heung. Ching Heung likes Fei Hung very much, and Fei Hung too, has feelings for her, but couldn’t accept her due to his promise of marriage. Annie Man plays Little Sparrow, a witty girl who earns a living by pickpocketing. She and Leung Foon eventually fall in love, and Leung Foon convinces her to turn over a new leaf.